Experience

Experience - Stibbe advised the Brazilian co-controlling shareholders of AB Inbev on the acquisition of SABMiller, the structuring, the control and governance of the new company ABI and the merger of SAB Miller into the new company ABI.

Experience - Advising the Supervisory Board of Ziggo on a recommended public share exchange and cash offer by Liberty Global - and on other aspects of the transaction - to acquire the stake it doesn't hold in Ziggo.

Experience - Advising Smurfit Kappa on the EUR 1.3 billion refinancing of its existing credit facilities by a syndicate of banks led by The Royal Bank of Scotland and its EUR 90 million global trade receivables purchase program including originators in the US and multiple European jurisdictions.

Experience - Advising a group of investors led by Joh. A. Benckiser on its bid for all outstanding shares of D.E MASTER BLENDERS 1753 N.V. The offer values 100% of the issued and outstanding shares of D.E MASTER BLENDERS 1753 at approximately €7.4 billion. We advised on the corporate, financing, IP, notarial, employment and fiscal aspects of the transaction.

Experience -
Representing ABN AMRO in a major dispute with inter alia former group companies Fortis N.V. and Fortis SA/NV (renamed: Ageas). The multi-jurisdictional dispute concerned the redemption of hybrid securities for a total value of approximately EUR 2.5 billion. After several years of litigation, the dispute was settled for a settlement value of EUR 400 million in June 2012.

Related news

Short Reads - On 4 May 2017 and 13 June 2017, the European Commission published two proposals to amend the European Market Infrastructure Regulation (EMIR). After almost five years since EMIR entered into force, these proposals aim to lower the costs of compliance for market participants without compromising the objective of reducing systemic risks in the OTC derivatives market. The May 2017 proposal aims to reduce the regulatory burdens for corporates. The June 2017 proposal introduces a more pan-European approach to supervision of EU CCPs and ensures further supervisory convergence.

Short Reads - In the 'Guidance on leveraged transactions' (the "Guidance"), the European Central Bank (the "ECB") summarises key supervisory expectations concerning leveraged transactions, and the ongoing monitoring of both syndication risk and the fundamental quality of leveraged exposures. The Guidance will enter into force on 16 November 2017.

Short Reads - The Fourth Anti-Money Laundering Directive (EU/2015/849) should have been implemented in the Netherlands before 26 June 2017. This deadline has not been met. The Dutch legislator indicated that the final text of the legislative proposal is expected after the summer of 2017. Meanwhile, there have been several developments on a European and national level with respect to anti-money laundering and anti-terrorism financing.

Short Reads - In a recent judgment, the Supreme Court ruled that if a company acting in its capacity as director of another company is liable based on a wrongful act (onrechtmatige daad), Dutch law provides that the natural persons who were acting as directors of that director-company at the time the liability arose are jointly and severally liable. The Supreme Court also ruled that a claimant is not required to state and prove that serious blame (ernstig verwijt) can be attributed to such natural persons acting as directors for the actions on which the liability of the director-company is based.

Short Reads - In three recent judgments, the Supreme Court clarified the boundaries of the risk principle criterion set out in its ING/Bera judgment: the risk principle does not reach so far that it also applies in situations where the expectations are based solely on statements or behaviour of the unauthorized attorney. The court must also assess the facts and circumstances that concern the unauthorized represented principal to justify the principal bearing the risk of the unauthorized representation.

Short Reads - In a recent judgment, the Supreme Court ruled, based on an application of the so-called Bruil-criterion, that there was no conflict of interests in the relationship between a holding company and its direct and indirect subsidiaries based on the purpose, background and structure of their group financing relationship.

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